MLP: REVAMPED Equestria Girls
by yugiohfan163
Summary: Spike and the mane six have to stop a rouge stallion from taking over Equestria by traveling to the human world. A group project between me and Element-Overlord. This will be a revised version of the movie with more stuff that will make it more interesting.
1. Chapter 1

MLP: Revamped Equestria girls

chapter 1

This new story was made by both me and Element-Overlord. So remember to give equal credit to both of us. Hope you like it.

Also, when the word 'sans' is used, it means except. So if you see that word, just think of except and it will make sense. I didn't put it, Element-Overlord did, but it still works. So no complaints.

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It was a clear day out as Twilight and her friends walked through the Crystal Empire. They were her for Twilight's first princess summit since her coronation.

"Twilight darling, what's wrong?" asked Rarity who noticed her friend was walking rather slow.

"I'm just nervous. I mean, what if I mess up? What I say the wrong things?" asked Twilight who began to go into one of her worry too much modes.

"Pinkie." called Rainbow.

"I'm on it." called Pinkie who got in Twilight's face. "SNAP OUT OF IT!" screamed Pinkie who picked up Twilight and shook her around. "This is no time to be getting cold feet! You need to get your head in the game! Do you understand!" by this point, Twilight was nothing but a purple blur.

"Um, Pinkie? I think Twilight understands." whispered Fluttershy.

Pinkie stopped her shaking and saw how much Twilight's eyes were spinning. "Oops, sorry." chuckled Pinkie putting Twilight down.

"Twilight, you shouldn't worry so much about that now." Spike said as he walked to them. "After all you have us, your friends, to help you. And remember that Celestia can teach you how to be a princess alongside Luna and Cadence."

"Spikey-wikey, where were you?" Asked Rarity in joy of seeing the small dragon.

"Oh Rarity, I was just avoiding the fans that are after my heart. Heheh." Grinned the dragon in embarrassment remembering how a few minutes ago some fanmares tried to "reward" him, and while he didn't mind, he knew that his mother wouldn't take it lightly, and he narrowly managed to avoid them. "But don't worry m'lady, the only one for me is-"

"THERE HE IS! OUR HERO!" Screamed a crystal pony that was a fan of Spike as she and other mares went to the dragon, who panicked and hid behind Twilight who sighed before using her magic to stop the mares.

"Now girls, Spike is helping us with the princess summit so if you please would calm down and disperse, we need to get going." The tone in the alicorn's voice was that of a princess that made the fans disperse, although some were moaning about how unfair it was.

"Thanks Twi, I owe you a lot!" Grinned Spike in a cute way as Twilight blushed in embarrassment. While she knew that Spike was just thanking her like a friend, she was sometimes caught off guard by how cute he could be. "Twi?"

"Y-you're welcome..."

The group soon made it to the royal housing of the princess an prince. Or to be more specific, Twilight's sister-in-law and brother.

"Sunshine, sunshine, ladybugs awake. Clap your hooves and do a little shake." chanted the two sisters who chuckled at their habit and embraced each other in a hug.

"So, how's the empire been working out for ya?" asked Spike to Shining Armor.

"Been pretty good. What about you? I could hear all those fans of yours from the window." smirked Shining.

"Well like I mentioned earlier. My heart belongs solely to-" Spike was interrupted from the royal horns as Celestia and Luna walked in and smiled at their guests.

"Hey mom, hey aunty." waved Spike to his mom and aunt.

"Hello Spike, and hello to all of you as well." greeted Celestia.

"Greetings Princess Celestia." bowed Twilight with her friends in a show of respect.

"No need for that. Thou are a princess as well." replied Luna.

"Sorry." apologized Twilight who let out a yawn.

"It would seem you all are tired." guessed Celestia as the others stretched and rubbed their eyes to wake up. "Perhaps a night of rest is what you all need." Celestia recommended.

"Sounds good to me." replied Applejack as a royal guard lead them to the room they would be staying at.

While they were walking into their bedrooms, the mane 6 sans Twilight got curious about how Spike could be so casual with the princesses since that was the first time that the baby dragon called Celestia "Mom".

"So Spike," Rainbow began, "How is it that you can be so casual with Princess Celestia to the point of calling her "mom"? I thought that Twilight was your mother since she hatched you and all?" Her question made Twilight get a double take at the mother part while the others were curious until Spike answered with a small blush on his face;

"Well Rainbow, the reason is that while Twilight hatched me, it was Celestia that raised me as her very own child and eventually I saw her as a mother as she saw me as her child. But because of her royal duties I have to call her by her title in public but I can call her mother just as I can call Luna aunty when we're alone or with close people, see?" Spike's answer made sense to the girls, but it seemed that someone else was interested as well.

"Um..Spike?" Fluttershy muttered loud enough to hear, "So...how do you see us as then?" Twilight stopped and looked at Spike questionably, making the young dragon nervous.

"Well...you're my closest friends and almost like my sisters...but I love you more than that." Spike noticed the blushes around the mare's faces. "B-but not like that, I mean, you're all very beautiful but I'm still a baby dragon and...Oh dear mom, I need help..." Spike blushed in embarrassment as the mares looked at him in surprise, or awe.

"W-well, thank you Spikey-Wikey...that was very...umm...mature..." Rarity couldn't help but blush even more upon seeing how cute Spike was.

"Y-yeah, it w-was good and all Spike...aww shucks..." Applejack had to calm herself down while Fluttershy was this near of fainting as Rainbow looked away with an atomic blush and Pinkie giggled loving how cute the situation was.

"S-spike..." Twilight began with her blush, but then one of the guards (that had been secretly enjoying the show) interrupted.

"Princess Twilight, we arrived to your bedrooms."

"O-OK then, see you all tomorrow..." And with that, everyone went to their rooms but there was still a blush from what spike told them.

Later that night, a royal guard was busy inspecting the halls for intruders, but was suddenly knocked out form behind. The figure had a cloak on them to keep them hidden and began to walk down the hall and towards Twilight's room.

He carefully opened the door and saw the princess and dragon sleeping. He spotted her crown on the night stand and cautiously walked around Spike and grabbed the crown. He put it in the bag and soon put a fake one on the night stand. As he turned around to leave, he failed to notice how close he was to Spike and tripped, causing a loud noise that roused Twilight and Spike from their sleep.

"Hey, what are you doing with my crown?" demanded Twilight seeing the real one in his bag. Plus, she would be a fool if she thought the fake was the real one.

"Reclaiming what I deserve." replied the figure who took off running with Twilight and Spike in pursuit. The noises from their room had woken the others up. Seeing their friend chase down a stranger, they ran out of their rooms to help.

"STOP RIGHT THERE, THIEF!" Screamed Twilight as her shout alerted the guards and they quickly moved to catch the intruder, but he managed to jump over them and avoid their catches.

Seeing that Twilight teleported herself and Spike farther until they were in front of the figure as Rainbow and Fluttershy were nearing the figure while AJ got her rope ready, Rarity was about to use her magic to catch the thief and Pinkie got out her party cannon.

"Impressive..." Began speaking the figure in a tone filled with interest before it became dark, "...but meaningless in the end." Finished as he teleported behind Twilight as she and the mane 6 collided with each other, ending in a mess with AJ's rope on Rainbow Dash and Pinkie's cannon had hit Rarity and said unicorn had a surprised Fluttershy in her magic grasp.

The figure looked at the mess he caused with interest before nearing a mirror, but by doing that he never saw Spike nearing and trapping himself around his hoofs, making the figure enter in panic as he tried to shake the dragon off, which he soon did but Spike managed to use his fire to burn the figure's cloak, exposing the thief for everyone to see and surprising many by the figure's form.

The figure appeared to be a stallion with a white coat and brown mane. But what stunned them was his face. Half of his face was metallic that included a glowing red eye on the left side of his face. He glared at them all and beat a hasty retreat into the mirror with the saddle bag.

"He got away." Spike punched the floor in frustration at his escape.

"It's alright. Jumping in after him would have been too dangerous." came another voice. They turned to see Celestia walk in with Luna and Cadence with her.

"What do you mean?" asked Twilight.

"This is the Crystal Mirror. Once every 30 moons, it opens to another world on the other side." replied Luna.

"So, the thief just went into another dimension?" asked Twilight.

"We believe so, but not much is known about this mirror. That is why it would have been too dangerous if you jumped in without a plan." replied Celestia.

Spike rubbed the back of his head as he felt like doing that exact same thing if his mom hadn't shown up.

"So, what do we do?" asked Rainbow.

"Simple, now we rest, but in the morning we'll take care of this thief." The tone in Celestia's voice left not room for argument and so the mane 6 and Spike, despite their anxiety, went to rest leaving the princesses alone.

"Dear sister, do you know who that stallion was, don't you?" Luna asked to Celestia who nodded with a serious look making the younger princess get worried. "Who was he then?"

"He was someone I had failed to help when he needed help the most and now I fear that his grudge made him became what we saw..." Finished the sun princess with a sad look on her face.

"Wait, auntie. Don't tell me that he was possibly-" Upon seeing Celestia's look, Cadence looked very shocked. "Oh dear, how are we gonna tell this to the girls? Or even my Shining Armor, after all they had been friends once..."

"We'll wait until tomorrow, then everything will be revealed." Finished Celestia before going for her room followed by Cadence while Luna went to see the night.

Daybreak came faster than anypony expected. Twilight and the others arrived at the Crystal Mirror with the other three princess'. Shining stood by his wife's side as Celestia stepped forward.

"That thief from last name was a rouge pony that me and Luna banished years ago. His name was Danger Beast." began Celestia.

"He was a power hungry pony who use to be Shining Armor's partner and second in command before he retired. After that, he wormed his way into my counsel and tried to pass extremely strict laws that would grant him more power. I was against it and voted him out of my counsel. Angered, he turned towards the Crystal Empire and managed to get King Sombra into the position he was in, before being banished into the ice. I then decided that Danger Beast couldn't be trusted, and I banished him form Equestria." finished Celestia.

"But, what was up with the weird stuff on his face?" asked Rainbow referring to the tech.

"I believe he managed to find another world and is using its resources to live longer in an attempt to rule over this land. I stopped you form going as we don't know that much about the world. That is why I've decided to send in an armed squadron of royal guards to find him."

"But it was my crown that was stolen. I need to make up for my mistake and get it back." replied a determined Twilight.

"I am sorry, but the answer is no." Celestia left no room for argument as they began to leave the room. That's when Spike did something that shocked everypony.

"Then I'll be going..." Spike's declaration impacted everyone, especially his mother.

"W-what!? S-spike...but why?!" Twilight screamed in shock, but no one could blame her since everyone in the room never expected the young dragon to declare that.

"Spike," Began Celestia in a serious tone that made Spike nervous, for she only used that tone when he did a mistake that didn't displease the princess, but instead displeased his mother. "Why would you even say that? After all you're still a baby dragon, and Danger Beast is a full grown stallion that could somehow get stronger. And in your current state it would be very dangerous to even think of going after him!"

"I know that...but..." Spike said before his face went serious, "...but that Danger Freak or whatever he's called stole something that is very precious for my friend, and that's why I must recover it at all cost! God knows what he would do with such power on the alternate world!"

Everyone was taken a back at Spike's answer, but then Twilight found her voice to say her opinion.

"Spike,, I understand how you feel, but even so you shouldn't risk yourself for that. After all that's my crown, and I must recover it myself instead of letting one of my friends risk his own life for it. If I let you go and you end harmed, how could I ever forgive myself..." At this point tears were going out of her eyes as Spike stood silent before hugging her.

"But Twilight...mom...and everyone else...how can I call myself your friend if I let some thief steal something that precious to you?" His sincere answer made them fall silent before they all hugged each other for some time.

"Perhaps, he doesn't need to go alone." suggested Cadence.

"What do you mean?" asked Spike.

"What if all seven of you went together? You'd have strength in numbers, plus you would be able to watch out for one another. I know it's dangerous, but you all have faced dangerous foes like him, and still come out stronger than ever." replied Cadence.

All was silent as they turned towards Celestia to hear her final say on the matter. Chances are she would said no, but she surprised them like her son with her answer.

"Alright. You may go, but you must pack everything that you will need for this trip. And you must be fast. If you don't retrieve it in three days and go through the portal, it will be closed for another thirty moons." replied Celestia.

"Don't worry mom, we'll get the crown back, and definitely kick some flank." promised Spike.

All of them smiled at Spike's determination and headed back to their rooms to get ready for the adventure that would surely change their lives.

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Well, me and my fellow author/friend hope you like this version. 


	2. Chapter 2

MLP: Revamped Equestria girls

chapter 2

The human forms of like and the mane six were thanks to Mauroz's designs for his comic. Granted, they've been a little modified, but most of the design is from the artist. So enjoy, and me and Element-Overlord do not own the designs.

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At the next day, the mane 6 and Spike looked ready to go through the mirror into the new world. And while most of them wore a bag in which their elements and rations were, Rarity had a dress and a backpack which made everyone sweatdrop because it seemed that no matter where they were going, Rarity would always be Rarity.

"Well elements of harmony, son, are you all ready?" Asked Celestia, whom despite one part of her wanted them or at least Spike to remain there, she knew that they had to go. "For I must warn you that after this, there is no going back."

"Yes we are, princess Celestia." Said a determined Twilight as everyone else nodded before they went through the mirror into a new adventure.

A bright light filled their sights as they made contact with ground beneath their hooves, but suddenly noticed something entirely different. Twilight found her balance a little off and soon ended up falling on her butt.

"Twilight! Are you alright?" came Spike's voice to her right. She turned to rely but stopped when she saw her assistant. He wasn't a dragon, but something entirely different.

Spike now looked like a young human boy (Not that Twilight and the others knew what they were yet) with spiked green hair and green eyes on his face, regular skin and was wearing a purple hooded shirt with green spikes similar to his dragon form and green shorts with white sneakers.

"Spike, what happened to you?!" Screamed a shocked Twilight before said boy looked at her and said:

"I-I would ask you the same, Twilight..."

"W-what?!" Twilight looked at her reflection in a nearby lake and saw why Spike was shocked; Twilight now looked like a young woman with purple hair that still had her magenta/pink streak and purple eyes on her face, also she had a pale skin and wore a purple long sleeved shirt with a black vest and a red tie over it with a magenta skirt and purple sneakers.

"What about us?!" Twilight and Spike turned to their friends and were still shocked.

Applejack had an orange shirt that showed off her stomach and also had tassels on the back of it. She also had a pair of orange short shorts that were cut off at the bottom. Her blonde hair and green eyes stayed the same. She even had her hat on her head. She also wore brown boots on her feet.

Pinkie wore a pink short-sleeved shirt with a blue and white skirt on. Her feet had a pair of white and blue sneakers on them and she also had white knee socks extending from them. Her hair still retained it's puffiness while her blue eyes remained.

Rarity had a white long sleeved blouse that left her shoulders bare. Underneath that was a black tank top. She had a white skirt on with a black and white belt going over it. She also had a purple scarf draped around her neck that matched her hair and made her already blue eyes stand out with the light blue shadow above them. She also wore a pair of purple high heels that seemed to glitter int he sun.

Rainbow wore a pair of jeans that stopped half way towards her rainbow colored sneakers. She had a white shirt underneath a blue jacket that matched her coat with rainbows going down the sleeves. Her Rainbow colored hair was done into a ponytail that seemed to work with her red eyes.

Finally, Fluttershy had a green sweater on her body, which seemed to make her chest stand out a little bit more. She wore a pair of yellow jeans that reached down to her pink sandals.

Each one of the girls stared at their new bodies in shock while Spike tried to keep himself from passing due to the heat he was feeling for some reason.

'They...they look so...beautiful...' Spike blushed before shaking those thoughts out of his mind, 'W-what am I thinking!?'

Meanwhile, the girls looked at each other in surprise before looking at Spike and blushing.

'Is that...Spikey-wikey?' Rarity gasped in surprise as heat went straight to her face.

'That's Spike...not bad...' Rainbow Dash grinned as she liked his new "cool" look.

'O-oh dear...' Fluttershy blushed upon thinking some unexpected ideas about her and Spike...

'Damn it, you actually grew up, didn't ya Spike?' Applejack thought while holding back her blush.

"OHMYGOSH! OHMYGOSH! OHMYGOSH! SPIKE, YOU LOOK SOOO CUTE LIKE THAT! I JUST WANT TO HUG YA AND NEVER LET YOU GO!" Pinkie grinned as she hugged Spike, making the boy blush as he was pressed upon her bosom as the other girls looked with envy and surprise.

"Alright alright, that's enough." Twilight pried the two of them apart with a noticeable blush on her face. She found Spike's look incredible as well, but needed to stay focused. She also didn't like Pinkie hugging Spike so close. She wasn't jealous, she just didn't want Spike to suffocate. Yeah, that's it.

"Everyone, we need to figure out where we are." replied Twilight as everyone managed to calm down their blushes.

"Well from what I can tell, this looks like a park." replied Applejack.

"Alright that's good, but we need to find out where we are still. Like a sign or something." replied Twilight pacing back and forth in front of them.

"What about this one?" Rainbow asked as she pointed to a sign near the park's entrance, and the mane 6 (7 with Spike) looked at the sign that Rainbow saw, which said something very shocking.

"Ponyville...Park?! IS THIS PONYVILLE, BUT HOW?!" Twilight's mind broke down in disbelief as the others looked at the "Ponyville" they were in, which was actually more like Manehattan with all the high buildings and cars with other "beings" like them walking around.

"Perhaps since this is another dimension, there are differences with this Ponyville from the one that we know." Deduced Spike as everyone else nodded before Fluttershy noticed something very important.

"Umm...guys?" Everyone looked at her, "W-where are our wings and horns?" Then they looked at each other before noticing that, in fact, Rainbow and Fluttershy lacked their wings while Rarity and Twilight lost their horns...

"WHAAAAAAAAAAAAAAT?!"

"This is bad, this is bad. No, scratch that. This isn't bad, this is HORRIBLE!" screamed Rarity feeling nude without her horn.

"What about us? We can't fly and now I have to use these, whatever they're called." replied rainbow feeling her center of balance off with these.

"I don't know what you're all complaining about. Me and Pinkie never had them. So we should be okay." replied AJ.

"Here we go with the whole "We don't need magic or to fly" attitude." replied Rainbow crossing her chest with these strange limbs.

"What did you say?" AJ walked over to Rainbow with the intent to get right in her face and give her a piece of her mind.

"Now girls, calm down!" Twilight said with a serious tone of voice as she kept AJ and Rainbow Dash away from attacking each other. "While we might not have our wings and horns, we have to focus on catching Danger Beast!" That made the girls calm down, even though AJ and Rainbow still glared at each other.

"So, where do we go now?" Asked Rarity before Spike answered;

"Well, we need to find a building that is big enough for us seven to stay for the moment. What do you think?" Spike's idea surprised many.

"Good idea Spike, now we need to find a building." Twilight said before she and the others walked out of the town.

As the girls, plus boy, walked through town, Spike noticed the guys seemed to stare at them a little too much for his liking.

"Hey girls, I think I found something." replied Twilight who stopped. The rest of them crowded around her and saw a sign in the window that read 'Vacant apartment.'

"One problem there Twilight. How are we suppose to pay?" Asked Rainbow.

Twilight slumped at realizing that, but suddenly perked up when she noticed a bag on the sidewalk with a note attached to it. Curious, she walked over and picked it up. She unfolded the note that said:

"My Dear Student, Twilight Sparkle and the girls,

If you're reading this, I'll tell you that me and my sister Luna managed to sent you this bag with the currency money that the world you're in uses so that you can pay for your temporal stay in that world. But I pray that you don't end up there for another 30 moons, and so I wish you luck.

Your Faithful Teacher, Princess Celestia."

"Thanks mom!" Spike grinned in happiness as the group went inside the building, and saw to their shock that the apartment had seven rooms, one for each one, with a kitchen, a living room, and a bathroom.

"What a nicely made place, this is indeed." Said a happy Rarity as she and the other went to place their belongings in their new rooms.

After getting their bags put away, they met back up in the living room to try and come up with a plan of action.

"Alright, we managed to get shelter. But we still more info on this world." replied Twilight.

"Maybe they have a library." suggested Spike.

"Good idea. Me and you will try and learn all we can and the creatures we've become. The rest of you spread out and learn what you can, but don't draw any attention to yourself." replied Twilight with a serious face.

"Oh poo. I wanted to show off a new design I brought with." Rarity folded her arms with a pout but understood that this was a serious mission.

"Alright, if you get into some trouble, get back here as fast as you can and wait for the rest of us." Everyone nodded their heads and began to head out.

"I hope they have a bakery!" yelled Pinkie as they headed out of the building.

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As you can see, this took a different turn than the movie. And this is just the beginning.


	3. Chapter 3

MLP: Revamped Equestria girls

chapter 3

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Twilight and Spike walked down the sidewalk in search of a library. The group split up to try and learn all that they could, so they grouped up and headed out.

"Hey Twilight, I think that might be it." Spike pointed to a large building that had several rows of steps leading up to the doors while the front of it was framed with columns that extended from the roof to the top step.

"Looks like it." replied Twilight as they headed up the steps. After heading inside, Twilight walked up to the lady behind the counter.

"Excuse me, where's the historical section?"

"Ok, just got down four rows and it will be on the right." replied the librarian.

"Thanks." Twilight and Spike headed down there and began to grab different books on what they needed to know about this world.

Hey Twilight, did you notice that the librarian looked quite familiar?" Spike asked as Twilight looked once again at the librarian.

"You're right, Spike. Now that I see her...she looks like..." To their shock, the librarian looked like a certain teacher. "MISS CHERILEE!"

"Yes? How do you know my name?" Asked a curious Cherilee.

"Eh...we just..." Twilight began before Spike answered, "We heard your name from some kids!"

"Oh...OK then, but be careful whom you're asking for." Cherilee accepted before she returned to the registration center as the two equestrians sighed in relief.

Both continued their search, until Twilight stopped and found something.

"Spike, I think I found the town's history." replied Twilight holding up an old book.

"Cool." Spike and Twilight took a seat while they browsed through it. Luckily they learned how to read very fast, so it didn't take as long as one would think for them to finish the book.

"Wow, this world is more advanced than us." commented Spike.

"Yeah, and no magic? This world is really something." replied Twilight.

"Let's go tell the others." Spike and Twilight get up and began to head out, but accidentally ran into someone, causing all three to fall down on their butts

"Ouch, sorry about that-" began Twilight who saw who they bumped into and thought she was going crazy.

In front of them there was another girl that looked like Twilight, but she wore a purple and pink cheer leader outfit with a black jacket on top, whom had a book hidden within her and looked very surprised.

"W-what the-?!" Said the other Twilight in surprise before she asked, or more likely demanded, with an angry/suspicious look on her face; "Who are you!?"

"Eh! Well...I am Twilight Sparkle, and this young boy is Spike. Who are you?"

"Well..." Now the twilight-look a like calmed down before introducing herself, "I am Toshaka Sakuraba..."

"Toshaka! There you are!" came another voice as they turned to the new person.

"..And this here is my brother, Shirou Sakuraba." introduced Toshaka to the one who ran up to them. He was actually a young man compared to spike due to him being taller than Spike. His hair was the same color as Spikes, except for the black streak that was part of the middle of ti. He wore a black jacket over a plain white t-shirt, and wore a pair of steel toed boots. He had a necklace around his neck with a metal dragon's head put on for display.

Shirou merely nodded at them. Spike and Twilight could tell his clothes weren't just to make him look cool. He was someone you did not want to mess with.

"He's always like this. Anyways, got to go." Toshaka hurried up and got out of there with Shirou behind her.

"Okay, that was weird." commented Spike.

"I know, they looked just like us. Except for the whole, you know." replied Twilight.

"Yeah, but at least we a lot about this world now."

"Yeah, let's go find the others an tell them what we found." replied Twilight who headed out of there with Spike following.

Meanwhile Pinkie and Applejack were both in a team as they searched for any clue leading towards Danger Beast in their own way...which looked more like AJ trying to hold up Pinkie from causing any problem...

"Now Pinkie, ah'm sure ya feel like seeing this city, but we gotta find this Danger fella from causing any harm, OK?" AJ said as she held Pinkie by the waist.

Said girl just moaned in disappointment, "But AJ! I wanted to see a fun place! Can we do so? PLEEEEEEAASSSSSSEEEE~!" The cowgirl was about to say no before she saw Pinkie's puppy eyes, making her sigh.

"FINE! But JUST ONE place! Then we search for Danger Beast later!"

"YAY!" And so the duo entered inside the closest place Pinkie wanted to go in, which happened to be a painting store where they found out something very shocking.

They saw themselves! The Pinkie-look a like had straight hair similar to Pinkie's dark side, Pinkamena. She wore a black sweater and had a pair of blue jeans. She was currently painting on a black canvas of what appeared to be a dark void.

"Alice, can you hand me another tube of paint?" asked Pinkamena turning to her friend who sat in a chair.

"Aww, but that means ah got to get up." groaned Alice. She was wearing a blue tank top with a pair of grey sweatpants on. Her hairstyle was just like Applejack's, but she didn't have the hat as her. 

"Please do so..." Pinkamena said looking sadly at Alice, making her sigh before nodding and getting the tube of paint, making the pink haired artist nod in acceptance. "Thank you."

"Yer' welcome, partner..."

"UH! HOW CAN THERE BE TWO OF US?!" Asked Pinkie in her loud voice causing AJ to face-palm and the other two girls to look at them in surprise and shock!

"E-eh?! W-who are ya, people?!" Asked Alice as Pinkamena looked confused.

"I would like to know that as well..."

"W-well..." Applejack sighed before mentally cursing Pinkie Pie, who exitedly went to Pinkamena, surprising even more the artist. "I'm Applejack and she's Pinkie Pie, so who are you people?"

"I'm Alice Jackson and this is Pinkamena Diane." Said artist just nodded shyly.

"Whoo! What'cha painting?" asked an excited Pinkie.

"The manifestation of my soul..." replied Pinkamena.

"But it's all blacky and sad! Of course if it's really like that, you just need more lights!" came Pinkie's enthusiastic response.

Applejack shook her head at Pinkie's enthusiasm and saw Alice was close to sleeping. "What's with you?" asked Applejack.

"Just tired. Night night." replied Alice who dazed off.

"She's always like that..." replied Pinkamena continuing her painting while ignoring Pinkie's excited chattering.

"Alright then..." AJ was trying to calm herself down from this chaos upon remembering her mission, "So any of you know about someone named Danger Beast?"

That made Pinkamena look surprised while Alice woke up upon hearing that.

"Well...we have heard some rumors but..." Pinkamena began as Alice finished, "You may not like it..."

"Well, we would like to know regardless please! PRETTY PLEASE!" Pinkie begged as the two human sighed before nodding and explaining what they know.

"All we know, is that this fella arrived into town out of no where and began to buy up property. No ones ever even seen his face. He's all mysterious." replied Alice.

"Why's he buying property?" asked Applejack.

"Don't know, and don't care." replied Alice dozing off again.

"He seems to be intent on building something, but that's all I've heard..." replied Pinkamena.

"Well do you know anypo-er, anybody who might know." asked Applejack who nearly let their cover get blown.

"Well..."

"You could always ask the mayor of the town, but she's..." Pinkamena trailed off.

"She's what?" Pinkie asked curiously.

"She's rather...childish..." The artist finished as AJ just nodded, surprising her. "Do you believe us that easy?"

"With Pinkie here, how can't ah accept that?" Her answer made them nod before the two ponies turned human went to leave, but not before Pinkie screamed "I HOPE TO SEE YOU AGAIN, FRIENDS!"

"Friends..." Pinkamena was surprised before she had a small smile, "I like that..."

"See? Ya just needed another friend..." Alice said before dazing off, making Pinkamena sigh.

Meanwhile, Rarity and Rainbow were currently having an argument on where to go.

"I'm telling you, those guys could have had some info!" said Rainbow referring to a group of guys that stood next to a line of metal vehicles with two wheels.

"And I say they were no good! The best place to look is..." Rarity looked around and spotted a large building with a parking lot all around it. "There!"

"That? Do you even know what a 'mall' is?" asked Rainbow.

"No, but it must be important for so many people to be going in and out. So we go there." decided Rarity.

"Fine, but if this fails, I won't keep quiet." remarked rainbow following after the fashion designer.

Once they made it inside the mall, Rarity felt like she was in heaven.

"Oh my. Look at those shoes, that dress, and those earring!" gushed Rarity who was simply dazzled by all the beautiful dresses and jewelry that surrounded them.

"Uh, why did it have to have clothes?" asked Rainbow sighing while following Rarity. She was also impressed with the building, which meant she wasn't watching where she was going and ended up crashing into someone.

"Hey, watch where you're-" Rainbow stopped in mid sentence after looking at the person who she bumped into. The person was her! Well, except for her appearance.

he Rainbow look a like was surprisingly wearing a white long-sleeved t-shirt with a black vest on top and a pair of black shorts.

"U-um?!" The other Rainbow looked at her reflection in surprise before asking rather shyly, "W-who are you?"

"I am Rainbow Dash, and you?"

"Well, I'm Raizel Desmond, but you may call me Ray..." She said in a tone similar to Fluttershy's, but luckily more bigger.

Then Rarity appeared, but she wore a red and white t-shirt with some jeans and an apron as her hair was...straight and dirty!

"Hey Rarity, why are you wearing that?" Rainbow asked, making 'Rarity' look at her in surprise. "And why's your hair dirty? You said you would never let yourself be caught like that!"

"You must be confusing me for someone else, girl." Said the girl that WASN'T Rarity before introducing herself. "I'm Rachel Belle."

Then Rarity appeared with some bags with clothes that some boys had "nicely" bought her thanks to her charms. "Hey Rainb-!" She stopped upon seeing her counterpart.

"What happened to your hair!" yelled Rarity who dropped her bags and backed away with a dramatic tone.

"Excuse me, but this is from work. Something you obviously never heard of." retorted Rachel.

"Excuse me? I do my own work, while keeping myself clean and dirt free." replied Rarity tossing her hair back.

"You're probably one of those spoiled pampered types." remarked Rachel.

"Oh really? Well you seem like the type to use violence for every solution!" retorted Rarity.

"That's it. You want to go?" asked Rachel rolling up her sleeves.

"Um..Rachel? Maybe you shouldn't fight...um..if that's alright." came Ray's meek suggestion.

"...Alright then, Ray, but just because you said it." Rachel huffed as she calmed herself down.

"Anyway," Rainbow interfered before Rarity could say anything else, "Do you know about some Danger Beast guy?"

The two humans tensed before Rachel asked curiously, "Why do you seek him?"

"Well darling," Rarity took lead this time "It's because he stole something from our friend and were searching for it and so we followed him here...Do you know him?"

"Yes we do, but..." Ray tensed before continuing, "We haven't heard good things about him..."

"Like what?" Rainbow asked.

"He showed up out of nowhere and began to buy up property around the town. Rumor has it he's working on a building project, but some people have seen him with some shady people. Many think he's doing something illegal, but they have no proof. And the weirdest thing, is that he doesn't have any birth records, anywhere. Like he just showed up out of thin air."

Rainbow and Rarity kept silent as they knew where he came from, but didn't say anything.

"Well, if you hear anything else, just tell us." replied Rainbow turning around.

"sure, just keep her under control." replied Rachel pointing at Rarity.

"Hmph." came Rarity's response as they left the mall with Rarity's bags, and with a strange meeting with their counterparts.

Meanwhile Fluttershy, who had left by herself, was going through the streets while trying to find any information about Danger Beast, but due to her own shy nature...well, it wasn't easy alright.

"Oh dear...where could I find any information? Perhaps I should have gone with the others..." But as she said that, Fluttershy didn't saw the street in which she was going and soon found herself surrounded by several men whom looked like typical gangsters making her nervous.

"U-um...could you let me go, please?" She asked nicely making some of them smirk.

"Don't worry sugar, y'all be fine soon..." But then another voice said.

"You know, you shouldn't do this to a innocent girl, RIGHT?!" That made all the gangsters look afraid as they backed out from Fluttershy in fear as she looked at...herself?!

She was looking at herself, except she was far different looking. Her pink hair had two black streaks going through it. She also wore a black leather jacket over a purple shirt with a heart in it that had cracks on it. She also had spiked bracelets and a choker over. she wore black jeans and a pair of steel toed boots.

"Sorry boss." squeaked one of the guys who stood away from Fluttershy's double.

"Just remember my policy." barked her look alike who looked at Fluttershy with a raised eyebrow. "The names Farrah Sinnon. What's yours?"

"Um...my name's Fluttershy." replied the element of kindness.

"What are you doing around here? Someone like you could get hurt." remarked Farrah with her arms crossed.

"Oh um, I'm looking...for someone...called Danger Beast." as soon as she finished his name, Farrah and her gang tensed up. "Um..do you know him?"

"Unfortunately I do..." Farrah said darkly before looking at Fluttershy suspiciously, "Why are you even searching for him anyway?"

"Well, you see...he stole something very important from my friend, and we came here to recover it..." Her explanation made Farrah nod before she caught on something.

"Others?"

"Well yes, we came as seven people but we divided to search for clues to find Danger Beast, and so I was left alone at the end..."

"I see, but you better be careful, you might never know what rat can be around here..." Farrah finished seriously as Fluttershy nodded.

"So can you...um, tell me about Danger Beast, please?" Fluttershy's human counterpart sighed before explaining.

"All I've heard are rumors, but they seem legit. He showed up and began to buy property all around the town. Some people have even said that they've seen him talk to some shady characters. He's apparently planning on building a plant for cheaper electricity, but that sounds cliche. And what's worse, this neighborhood is one of the many properties he's gonna get rid of for his building." finished Farah clenching her fist.

"I'm sorry to hear that."

"Don't worry about it. Just do what you need to do, but like I said, be careful. If I didn't keep these guys in line, they'd snatch you up like a fox does to a chicken." replied Farrah with a serious tone.

Fluttershy simply nodded due to feeling a little fear from the girl and headed back towards their apartment. 

"So what did you guys found out?" Rainbow asked as they were all sitting in circle position with, weirdly enough, Pinkie hugging an embarrassed Spike on her lap, which made them all uneasy.

"Well..." Twilight began while trying to calm herself down from retrieving Spike, "we found that-" And so she told them all she found out about the humans and their development, which surprised the ponies since these humans, despite having not magic sans a few (AKA Magicians), were able to develop such technology.

"Woah!" Breathed the 5 mares in awe, wondering how would ponyville be in the future.

"So what you found about Danger Beast?" Asked Spike before the rest of the girls told them what they heard from their counterparts, making him and Twilight uneasy. "I see...but what you think about our counterparts here?" 

"I think mine could use a good shower." remarked Rarity who was trying very hard not to tackle Pinkie for holding onto Spike for this long.

"The me here seems kinda...lazy." replied Applejack.

"Um...mine is kinda rough...sorry." replied Fluttershy.

"Mine was kind of like Fluttershy, no offense." remarked Rainbow.

"Well the me here seems like a cheerleader." replied Twilight who clenched her hands to her side as Pinkie seemed to get excited.

"OOH! A cheerleader? That's so cool! Mine was an artist, but she didn't smile that much. Which is kinda sad. What about you Spike?" asked Pinkie looking at him. He was currently pressed in between her chest and had a new color to add to his appearance, red.

"Um..Well he was older, and seemed kinda tough." replied Spike trying to stay calm.

"They seem to be our opposites." replied Twilight thinking this over. She noticed Pinkie hold Spike tighter into her chest and got angry. "Pinkie! Let go of Spike!"

Everyone turned to see that Spike seemed to pass out with a little blood coming out of his nose.

"Don't worry, I know what to do!" remarked Pinkie setting him down on the table and hovered above his face.

"What do you think you're doing!" exclaimed Rarity.

"Waking him up with a kiss. I saw it in a book." Pinkie was soon tackled by the rest of the girls who kept her from kissing a passed out Spike.

Eventually after they gave Pinkie a hit on her head and Spike woke up, they decided what to do next:

"What if we go see this city's mayor?" Spike said as everyone looked at him, "I mean, he or she might help us catch Danger Beast if we tell him or her about the situation, OK?"

"That's a good idea Spike." Twilight said before they nodded and went to the center of the city, where the mayor's office may be.


	4. Chapter 4

MLP: Revamped Equestria girls

chapter 4

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Spike and the rest of the group walked through the large area while keeping an eye out for any building that looked similar to the one in their Ponyville.

"Where is that stupid place?" asked Rainbow who was getting fed up with their searching.

"Over there!" shouted Pinkie jumping up and down while pointing at a building that did look similar to the mayor's office, just a little bigger.

"Oh." replied Rainbow as the group headed inside and saw the secretary desk.

"Wait a minute, I think I've seen her." replied Rarity recognizing the person behind the desk. 

"Yeah, ah think ah know who is it..." Applejack said as everyone looked intently at the secretary before gasping!

"T-that's-" Twilight gasped. "Princess Luna!"

And indeed, the secretary was Luna's human counterpart, who looked like a dark skinned young woman with blue hair, green eyes, and wore a black business suit that showed off her body in a elegant way.

"A-auntie?!" Spike whispered as he felt his cheeks burning again, making Luna turn from her paperwork to look at the group in surprise.

"Hmm? Sorry, you looked like my nephew fro a moment. Anyways, what can I do for you?" asked the Luna counterpart.

"Um, we came to talk to the mayor." replied Twilight.

"Do you have an appointment?" asked Luna.

"Well no, but.." started Twilight before Luna raised a hand.

"Sorry, but if you don't have an appointment, than I can't let you in." replied Luna.

"Come on Lulu~! No need to be rude to children~!" came a voice who sounded laid back and came from the office doorway.

"S-SIS?! I told you already that my name is Latika!" Latika screamed in embarrassment as then a mysterious man wearing a coat that covered his entire body and a fedora came out, looking quite annoyed. "M-mr. Beas-!"

"Save it..." The man whispered as he passed Spike and the girls, looking each other in curiosity before he scoffed and walked out. "I'm done here anyway..." And with that he went outside.

"Who was that guy?" Pinkie asked as she felt uncomfortable under that guy's stare.

"He was Mr. Beastley." Latika answered after recovering. "A man that has recently bought several properties to create a new mall...Anyway, you may enter if you want to see the mayor."

"R-right, thanks Lu-Latika!" Spike said almost slipping as he and the mane six went inside the office, where the mayor surprised them! "M-MOM?!"

And indeed, the mayor was Celestia's human self, whom looked like a young woman in her 20's with her long hair having blue, green and pink hair, purple eyes, normal skin and surprisingly wore just a white t-shirt and khaki shorts despite being the mayor!

"Eh?" Celeste got up and walked close to Spike who was blushing lightly due to her similar appearance to his mother, and her choice of clothing didn't help.

"YOU'RE SO CUTE!" yelled Celestia who pulled Spike into a hug, shocking all the girls and Spike who was pressed close to her.

"You know, you remind me of my own son! Of course, he keeps saying he's too old to say hi to his own mom!" Celestia kept holding Spike close as she cried anime tears that may have been a little more dramatic than Rarity.

Twilight and the others however didn't enjoy the fact she was holding Spike so close. Especially to her chest!

"H-HEY! LET SPIKE GO!" All girls said as once, surprising each other before they blushed as Celeste separated the now red Spike after huffing.

"Alright, alright, no need to be so possessive of him...but I can't blame you because he's so cute~!" The mayor said as the girls blushed even more. "So why do you come here?"

"Well, Miss mayor-" Twilight began.

"You may call me Celeste."

"Celeste, we came here because we wanted to get some info on the person buying so much land around here. He goes by the name of Danger Beast." started Twilight.

"Hmm, if you mean Beastley, than I agree that he is like an animal~! But if you want to know what he's been doing, than I can only tell you that he's purchased some land outside the city to build a mall." relied Celeste.

"But from what we've heard, he's bought that land through illegal means!" urged Rainbow.

"Well that's all it is, simple rumors." replied Celeste.

"Seriously? Nothing weird with him?" Spike asked as Celeste got into a thinking pose.

"Well, now that you mention it..." She began, "despite getting the land in a legal way, he always acted strange around some people, like quite serious with some owners from the lands he wanted. At first they wouldn't budge, but then after meeting him they would let him have the land...as if they didn't cared about that..."

'That sounds...like a mind control spell!' Twilight's eyes widened at that.

"Well, thank you for your time as I think we'll just be going." replied Twilight as they turned to the doorway but stopped when Celeste stood up with a serious expression.

"Before you go, mind explaining why you're not in school?"

All of them realized that they may have their own place to live for the moment, but this world probably had the kids go at a certain age just like in their Ponyville.

"Uh, we're new, that's why we asked about what's going on here." replied Twilight.

Celeste held her serious gaze, but smiled and sat back in her chair while propping her feet on the desk.

"Well, just make sure you get there~!" replied Celeste letting them go.

But then as Spike and the ladies went out, they never noticed the very same man looking from afar with narrowed eyes before he turned to some dark figures.

"Gentlemen, it seems we have a problem..." Said the figure as his left eye shone red, showing some metallic skin.

xxxxxxxxxxxx


	5. Chapter 5

MLP: Revamped Equestria girls

chapter 5

xxxxxxxxxxxx

Eventually the mane 7 managed to get back to their apartment as soon as they could after the meeting with the princesses' human counterparts.

"So what do we do now?" Rainbow Dash asked as they were sit once again in circle, but this time Twilight had Spike in her lap, much to the other girls' envy.

"Well, we must search for where Danger Beast is located..." Twilight said, while grinning at having HER Spike with her grasp and seeing her enemy's en-WAIT, HER SPIKE?!

"Twilight, why are you holding Spike like that?" asked Rainbow with her arms crossed as Twilight and Spike blushed and sat on two different seats before regaining themselves.

"A-Anyway, since all we could get were rumors about what Danger Beast is up to, we'll have to try somewhere else for clues." replied Twilight.

"Like where?" asked Applejack.

"School." replied Twilight

"What?! I ain't going back to school!" chimed in Rainbow who turned her head away with a huff.

"Come on, Rainbow, don't tell me that ya're afraid of school~?" Teased Applejack as the rainbow haired girl glared at her.

"It's not that!" She frowned before sighing, "It's just that I can't handle anymore paper work, books, homeworks and all that! THAT'S HELL!" ("YEAH!" Every reader, including the author, nods)

But then a very familiar hand touched hers and she saw a sight that she didn't believe she would see, nor she would ever trade:

"Pwease, Rainbow Dash~!" Begged Spike as his face turned more cute as his eyes became the dreaded puppy eyes. "Pwease~!"

It was at that exact moment that Rainbow felt completely helpless, along with the others who grabbed their hearts at the sight.

'SO CUTE!' was the simultaneous thought of each girl as they were stunned by Spike's technique.

Rainbow began to sweat as she tried to resist, but couldn't stop herself from bringing Spike close to her with a smile.

"Alright, alright..." Rainbow gave up, "I'll go with you to school..." She said making Spike return to normal before she hugged him tighter!

"R-rainbow!?" Fluttershy gasped as she blushed.

"AWW! I can't help it, 'shy!" She said as she held Spike close to her, which wasn't so hard since they were technically the same size with her being taller by some inches. "He's to cool and cute!"

"Would ya let go of him already!" Applejack got up and pried Spike out of Rainbow's grip and held him close to her while Rainbow scowled at her.

"Give him back!" demanded Rainbow.

Applejack gave a smug grin at her before feeling Spike pulled out of her grip and saw Rarity hold him.

"Please, Spikey-wikey needs some air." replied Rarity who lost Spike by Pinkie pulling him out and jumping up and down with him.

"Don't you know when to share?" asked Pinkie who accidentally lost her grip on Spike who ended up falling on Fluttershy's lap and accidentally sat up with her 'assets' pressing up against his head.

'EH?!' Spike thought as he realized where he was sitting at while Fluttershy had a huge blush on her face, and soon the poor boy passed out from a nosebleed.

"EEEEEEEEK?!" Cried the shy pegasus turned human as she couldn't move from the embarrassment.

'Why didn't Spikey react like that to me?' thought Rarity in envy for Fluttershy's chest.

'Wow! Spike likes them big!' thought Pinkie who mentally wrote that down.

'Great, Fluttershy got a better reaction out of him than me.' thought Rainbow with a huff.

'Wonder if Spike prefers something softer?' wondered Applejack looking at her own clothes.

'Wait, if Spike's unconscious, than that means...' thought Twilight who had a small nosebleed from an image of her in a revealing nurse's outfit with Spike in bed.

'O-oh dear...w-what do I do?' Fluttershy froze up before several images of her and Spike...becoming one popped out in her mind, making her faint.

Eventually everyone managed to calm down while Spike and Fluttershy woke up and apologized to each other.

"S-so shall we go to the school then?" Asked Spike with some blush on his face as the six girls nodded.

So the seven of them ventured out of their temporary home and began their trek downtown. Each one of the girls seemed to catch the eye of all the guys they passed by, which made Spike clench his fist for some reason before focusing on where they were heading.

"So Twilight, how did you enroll us?" asked Spike.

"While you were all sleeping, I talked to the principal who understood our predicament, and enrolled all seven of us." replied Twilight.

"So will we all be in the same class?" asked Applejack.

"Well..." Twilight began a bit nervous as she handed them all several copies of the schedule "We got some class together, yet there are a few separate ones where we are on several groups..." She finished while smiling, mostly at the fact that she was with Spike on ALL the classes~!

"Hey! Why are you with Spike on all classes Twilight?! Did you altered the schedule?!" Pinkie comically accused as all girls looked at the now panicked lavender girl and the confused boy.

"W-what do you mean? I didn't do anything, I SWEAR!" Twilight panicked as the girls looked at her before sighing.

"Come on girls, Twilight would never change anything related to books and study." Spike reassured as the other elements nodded, not seeing Twilight sigh.

'Phew, almost got me...thanks Spike~!'

"So Twilight, who's the principal?" Fluttershy asked as Twilight smiled nervously as answered: "Wait 'till you see..."

"Lemme guess, Mayor Mare?" Rainbow smirked...until she saw the mentioned pony's human counterpart, who was a stern looking woman with the same hair as mayor mane, normal skin and wearing a beige business suit, being the vice-director. "Eh?!"

"Close, but no~!" Smirked the princess as the wonderbolt fan growled before calming down as they neared the vice-director's desk.

"Yes, can I help you?" Asked vice-director mare as she looked at the children before her.

"Well, I'm Twilight Sparkle, and I came here yesterday about the proposal..." Twilight said as ms. mare thought before she nodded remembering that.

"Ah yes, the director will see you now."

"Thanks!" Twilight smiled as she and her friends went inside the office, but then the other elements and Spike went pale upon seeing WHO the directorwas !

"No..." Began Rainbow.

"Way..." Whispered Rarity.

"In..." Choked Pinkie.

"Bucking..." Growled Applejack.

"Hell..." Spike managed to say. "That's-"

"DISCORD!" Chimed a happy Fluttershy as they looked at Discord's human counterpart, who was a man with white spiky hair that had two "horns", one beige and one blue, with tanned skin, yellow and red eyes, and wore a hooded brown cape with black markings and large rolled-up cuffs along with long yellow ribbons on his right arm and bandages across his left arm. He also wore an open white shirt beneath his red vest that shows his chest, a loose black tie, two belts, one blue and one purple, and black pants with yellow and green boots. (Yuki Terumi's Dark War Design With Discord's Palette).

"Ah, you all must be the new students." came the Discord look-alike as he sat in his chair.

"Yes, we just wanted to come by and thank you for accepting us here." replied Twilight.

"No problem. Also, my name is Deus, not Discord. Now, you best be on your way." replied the principal.

All of them nodded and headed out. Once the door was closed, everyone of them gave Twilight a look that wanted answers.

"Now then girl," Began AJ in a mad tone, "Why didn't ya tell us that Discord was the director?!"

"Well, to be sincere..." Answered Twilight getting more nervous, "When I spoke with him at first, he had his hood up so I wasn't able to see his face, but when we came here, I saw him through the window and I realized who he was at once...sorry for not telling you all." Apologized the lavender girl as the others looked at her sternly before sighing and nodding.

"Alright then darling, but please tell us next time..." Rarity said as they made their way to the first class, which happened to be P.E.

Each one of them changed into their designated p.e. wear, even though Rarity didn't want to because of the bland look. Each one of them wore a white shirt with red shorts.

"You look great Spike!" yelled Pinkie giving a thumbs up for Spike.

"Thanks Pinkie." thanked Spike before he saw with widened eyes who else was in their class.

"YOU!" Shouted the mane 7 upon looking at their counterparts, whom also wore the pe uniforms, who looked back in surprise as well!

"YOU AGAIN?!" They shouted back before the mane 7 realized several things:

1. Toshaka, Twilight's counterpart, stood surrounded by several girls who also wore the pe uniform as Shirou, Spike's counterpart, stood a distance away from her.

2. Ray and Rachel, Dash's and Rarity's counterparts respectively, were together with the former hiding behind the latter's back.

3. Alice and Pinkamena, AJ's And Pinkie's counterparts, stood near Ray and Rachel, but still far away with the former looking asleep and the latter drawing something in her notebook.

and 4. Farrah, Fluttershy's counterpart, stood alone as everyone looked at her in fear.

Seeing how things were awkward, Twilight decided to break it and walked over to Toshaka

"Hello, it's nice to see another familiar face here." started Twilight.

"Uh, oh yeah, great to see you too." commented Toshaka who seemed to be trying to ignore her.

"Ooookay." replied Twilight as Pinkie bounced over to Pinkamena

"Watcha drawing?" asking Pinkie who looked over Pinkamena's shoulder to get a better look.

Pinkamena showed a page of a skull that was surrounded in darkness before replying, "How I feel."

"Neat!" Pinkie smiled while Pinkamena shrugged and went back to drawing.

"Still asleep, partner?" Asked AJ to the sleepy Alice, who just nodded with a sleepy look.

"In...deed...~" She said before falling asleep as AJ sweat-dropped.

"Hello there! How ya doing?" Grinned Rainbow as Ray shivered before a blush appeared on her face.

"I-I'm fine..."

"So have you calmed down now, City Girl?" Mocked Rachel as Rarity tried to keep her smile, but had a vein popping out of her forehead.

"Y-yeah, I'm much better now...Camp Girl~!" Now Rachel had the same face as Rarity. 

"Um...h-hello." greeted Fluttershy to Farrah who sighed before turning to her.

"What up?" greeted Farrah who frowned at Fluttershy hesitating to say anything. "Some time today."

"S-S-Sorry." squeaked Fluttershy.

Meanwhile Spike walked to Shirou, who looked in curiosity at the boy that looked...similar to him when he was young.

"Hello there! It's good to see you again!"

"Yeah...same here..." Shirou answered with a smile, but both males didn't noticed the looks from the other girls...

Toshaka shook her head at Shirou as he stood away from everyone, but had a small tint of pink on her cheeks.

Rachel's eyes drooped and her mouth turned into a love struck smile as she got weak-kneed.

Farrah smiled and walked over to him and wrapped an arm around his waist that got looks of envy from the others.

Ray smiled and turned away to keep the massive blush on her face from being seen.

Pinkamena gave a smile at Shirou and began to write down her own initials alongside his in a heart she drew.

Alice was surprisingly awake and seemed to fidget and blush at seeing Shirou.

The mane 6 were surprised at their counterpart's reactions around Shirou before they looked at Spike.

'Why would she react like that around her brother...unless...' Twilight thought before she blushed.

'Hmm, now my counterpart acts...like Spikey-wikey does around me!' Rarity thought in surprise.

'O-oh my...s-so daring...!' Fluttershy was having a red face.

'Now why is she like that?' Rainbow looked at the blushing Ray.

'Aww, how cute! She likes him!' Pinkie thought of ways to make her other self smile more.

'Now she's awake, what's going on?!' thought Applejack. 

"Listen up maggots!" shouted a large muscle man that came through the doors. He stomped in front of the class and had long dark blue hair, with yellow eyes, tanned skin, and was only wearing a viking helmet with gym shorts on.

"Today, I want all of you to run laps around this gym until you collapse!" yelled the gym teacher.

The gym teacher noticed a shaking hand raise up and stomped right up to Ray. "W-Who a-are you?" asked Ray.

"I'm the new gym teacher, Icarus Bloody!" The mane 7 went surprised at that. "NOW GO!"

And so all the teens in the gym began to do several exercises from running around to sit ups, rolling around and climbing a rope.

After it was over, the mane 7 and their counterparts looked ready to pass out. Except for Fluttershy who actually DID pass out.

"You there, shorty!" barked Iron Blood pointing at Spike. "I want you to take her to the nurse's office!"

"Are you sure? She's taller than me." replied Spike who was pointing out there size difference.

"Tough turkey, NOW GO!" yelled the gym coach as Spike awkwardly lifted Fluttershy up and headed to the nurse's office.

Spike barely managed to get Fluttershy to the nurse while ignoring the stares from the other kids.

"Nurse, my friend here fainted!" Spike said as the nurse, a red haired woman with her hair in a bun, red eyes, pale skin, and wearing a nurse outfit appeared. 'N-nurse red-heart?!'

"Oh my, let me see..." The nurse said as she tried to take Fluttershy, but the shy girl unconsciously hold Spike closer to her, making the boy blush.

"U-Um, what should I do?" asked Spike who couldn't get out of her grip.

"Maybe it's best if you lay down with her, but don't try any funny stuff." warned Redheart as she went back to her desk while Spike gently set Fluttershy down on one of the beds while making sure his arms were away from her.

'She's...so warm...is it wrong...if I wished...to stay like this?' Blushed Spike as he thought that before Twilight and the other girls came in.

"Hello Spike, we came here to-!?" Twilight stopped upon her and the others noticing the situation Spike was in.


End file.
